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W W W . N O T I F I D E . C O M


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Why NotiFide?

The Lehman Brothers bankruptcy taught many lessons. They included one that goes very far beyond the confines of finance. Almost anecdotal, even stupid, in appearance, it could have resulted in millions of euros of potential litigation. And yet, the remedy is –now– very simple.

This little detail involves the « notification », or « choice of residence », clauses and, more generally, all of the operational addresses that are so often hidden away in contracts, and that are almost never updated. However, companies and people move, and the fact of such data lapsing over time is inevitable, even as the contract continues. As such, the risks are clear (cf. 2/ What concrete usage cases?).

It is now possible to do something about this lapse : by referring, in your contract, to your contact details as indicated (by you) on the site www.notifide.com, you guarantee the complete and permanent nature of your contracts without needing an amendment in case of a reorganisation of your services, premises or the absorption of third party entities. You provide your contractual partners with security, while avoiding a future administrative task. This also means participating in a solution that is becoming a "best practice", as a result of your own contractual partners progressively adopting this standard.

In addition to the matter of choice of residence clauses, you can administer a range of operational addresses (legal, accounting and commercial addresses) that you can include with your contractual address for greater flexibility.

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What concrete usage cases?

The obsolescence of the notification clauses is indicative of something even more fundamental: everyone in the economic world manages a great many contracts, and contractual traceability, i.e. the ability to efficiently contact one another for the purposes of the contract, is of crucial importance. As such, as an example and in addition to the significant "Lehman" claim rates described above:

In the Private Equity world, the signatories of aIn the Private Equity world, the signatories of a Shareholders' agreement (sometimes quite numerous, Founders, Business angels, Venture capital companies, etc...) must exchange correspondence on an occasional but necessary basis, including letters with major legal stakes. For example, a given shareholder wishes to sell his shares, which obliges him to allow the co-shareholders to pre-empt the sale within a strict timeframe: the inability to write to everyone at the same time results in considerable uncertainty for the sale;

In the financial world, a corporate borrower and NotiFide member nearly failed to meet its contractual commitments ("covenants") as a result of having failed to pre-inform – and initiate a renegotiation of its debt – the appropriate bank department that had been reorganised;

Non-listed companies and the managers of securities not recorded in bank accounts (fiscal holding companies, FIP1, etc.) must at all times be able to send out to their invitations to meetings, tax documentation, etc...

Court-appointed receivers are far too often required to deposit significant amounts with the Caisse des Dépôts et Consignations (special institution in charge of administrating deposits), since creditors that have relocated since filing a claim that can sometimes date back years, have failed to so inform the receiver in a timely manner.

Throughout their sometimes lengthy investigations, judicial experts must distribute information to the scores of participants in a procedure.

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The Contractual Place to Be © :

Up to now, when the time came for you to "move" (change of premises, reorganisation, merger, etc.); you had to inform your contractual partners in case of an impact on the contract. However, if they had in fact moved without telling you at the appropriate time (meaning that your "third party" database is not up-to-date), you would be unable to disseminate your own information in a reliable and uniform manner.

NotiFide is significantly overhauling the management of «third party» as follows: rather than trying – and failing – to remember everyone under such circumstances, let's make ourselves visible on a platform dedicated to this crucial "contractual traceability", and in return, we'll have access to better information about our contractual partners since each one administers its data in a much more detailed manner than just with regard to «corporate« data (operational contact details in the form of sets of addresses listed under «Details» in addition to the name, TCR, head office, capital, etc.). And all of this is thanks to Cross-monitoring:

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What is « Cross-monitoring© »?

Cross-monitoring is a revolutionary concept invented by NotiFide: you can be informed by e-mail when one of your contractual partners «is on the move», whether this party remembers to inform you or not.

In practice, you have only to include your contractual partners in one of your «Favourites lists« in NotiFide (that you can configure as you like: suppliers, market counterparties, customers, distributors, co-shareholders in a given agreement, etc.).

If one of your «Favourites» updates its record, you are automatically so informed by e-mail without even having to connect to NotiFide; similarly, if you add some new element to your record, you can be certain that everyone who is «monitoring« you will be so informed, whether you write to them or not. In reality, these lists of Favourites are essential when having to circularize information, since you can use one of our functions to have www.notifide.com provide you with an up-to-date address table to which each of your contractual partners has contributed.

The solution is very effective for closed contractual sets: shareholders' agreements, network of franchisees or product distributors, granted licences notably within the pharmaceutical / biotech industry... Its efficiency is progressively increasing thanks to a more open architecture even as NotiFide is asserting itself as a Marketplace standard, as confirmed by its recognition as a «Finance Innovation/Paris Europlace«» innovative company and its recommendation from the ANSA (National Association of Joint-Stock Companies).

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What concrete usage examples?

i) In your negotiated contracts, you can now refer to your NotiFide record that contains your notification and choice of residence clauses:

« All notifications relating to the performance hereof and intended for (your Name) must be sent to the address of (your Name) as listed on the site www.notifide.com, under the «Details« heading (n) of the (your Name) record
(n° NotiFide XXX-XXXXX-000) ».

Or :

« For the purposes hereof, (your Name) makes its choice of residence at the address of (your Name) as listed on the site www.notifide.com under the «Details» (n) heading of the (your Name) record (n° NotiFide XXX-XXXXX-000)».

Such a reference will ensure that your contractual identity is up-to-date, irrespective of the future developments within your company in terms of location, commercial name or recipient service; even in case of absorption, a company's record remains within the historical record for the absorbing company, thereby facilitating the tracking of transferred contracts.

Note: the management of contact details also applies to branches, that are assigned a separate NotiFide number, as well as to your Process Agents: if any of the above change their contact details, this change is immediately obvious without the need for an update letter or amendment.

ii) in particular, Cross-monitoring allows you to individually keep track of the companies and natural persons that have recognised you shareholders, unitholders, contractual partners, parties involved in proceedings in a multitude of lists that can be adjusted according to your needs, and that you can rename for easier tracking. As a result, you can import (in .csv or .xls format) the up-to-date contractual contact details of your contractual partners, for the purposes of mailing campaigns..

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How can I be sure that my co-contracting parties are updating their profiles?

In addition to the contractual commitment assumed by each member, we send out e-mail reminders twice each year in order to point out the need to update your record. Also, an auto-standardisation system has been implemented: a third party with doubts regarding the relevance of the data contained in a member's record can inform us of this, using the «doubt» functionality. We then contact the said member for an update of its record, if necessary.

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Does one have to be a NotiFide member in order to consult a member's record?


Fortunately not : it is crucial for a member to be able to use NotiFide for managing its address even if its contractual partner that has to check this address is not itself a member. As such, a company or natural person can easily register as a Visitor so as to access the record of a given company or person.

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Close-up on the protection of natural person members of NotiFide:

The proper operation of shareholder agreements or the management of the register of securities on a pure registered basis makes it essential to include natural persons in NotiFide, for the attention of their own co-shareholders and/or the company managing the register.

However, their contact details represent very confidential data and are therefore strongly protected: these contact details can only be accessed if the requesting parties have been recognised and accepted by the persons who are to be contacted, as part of the same contractual arrangement (see General Terms for Natural Persons). If the requester is not a NotiFide member (and therefore registered as a Visitor), access is limited to a «snapshot» of the contact details on the day of their communication. If the requester is a NotiFide member, access remains permanent once it has been granted, until the contractual relation is terminated.

Of course, NotiFide will refrain from marketing such data.

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Are third parties aware of the content of the contracts?

No: the existence and content of the contracts, as well as the contractual links between the parties, remain totally outside of NotiFide and its members. For our community of members, we manage only the following «superficial» and yet fundamental data: «who was I when the contract was signed», «who am I now?» and «where can my contractual partner reach me?»

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What is the difference between Contributor status and Consultant status?

These are legal person members of NotiFide; a Contributor has the power to modify your company's record in order to inform your counterparties of any change to your contact details. A Consultant is a lawyer from your company who, while unable to modify the records, may be required to use the database of contact details as part of his relations with your contractual partners, or may if relevant have to download contact details in order to carry out a mailing campaign. Each company therefore has only one Contributor, while the number of Consultants is unlimited.

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Who are we?

The founders of NotiFide are Olivier BOHM and Philippe CLAVIER, respectively a former Legal director and Executive Vice President from the banking sector, who came to realise, during their professional careers, that the lack of traceability of contractual partners was both the source of recognised financial losses (cf. Lehman claim rates), and also a generator of considerable administrative friction, as the administration of third party databases requires considerable infrastructure. In response to this finding, they decided to create The Contractual Place to Be.